Shamrock Activist Value Fund L P Sample Contracts

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • May 23rd, 2005 • Shamrock Activist Value Fund L P • Services-computer processing & data preparation

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the "Schedule 13D") with respect to Common Shares of iPass Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

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AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • September 11th, 2008 • Shamrock Activist Value Fund L P • Services-hospitals

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Ordinary Common Shares of Magellan Health Services, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • July 25th, 2007 • Shamrock Activist Value Fund L P • Services-business services, nec

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Collectors Universe, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • April 18th, 2008 • Shamrock Activist Value Fund L P • Miscellaneous food preparations & kindred products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Reddy Ice Holdings, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • March 12th, 2010 • Shamrock Activist Value Fund L P • Services-hospitals

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Magellan Health Services, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • July 6th, 2009 • Shamrock Activist Value Fund L P • Services-business services, nec

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Websense, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • January 5th, 2009 • Shamrock Activist Value Fund L P • Miscellaneous food preparations & kindred products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Ordinary Common Shares of Reddy Ice Holdings, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • February 8th, 2008 • Shamrock Activist Value Fund L P • Motor vehicle parts & accessories

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Modine Manufacturing Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • August 15th, 2008 • Shamrock Activist Value Fund L P • Services-business services, nec

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Websense, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • June 9th, 2008 • Shamrock Activist Value Fund L P • Motor vehicle parts & accessories

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Modine Manufacturing Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • February 14th, 2008 • Shamrock Activist Value Fund L P • Services-business services, nec

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Websense, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • November 29th, 2005 • Shamrock Activist Value Fund L P • Services-computer processing & data preparation

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Intrado Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • April 24th, 2009 • Shamrock Activist Value Fund L P • Miscellaneous publishing

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Voyager Learning Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • March 7th, 2008 • Shamrock Activist Value Fund L P • Miscellaneous food preparations & kindred products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Reddy Ice Holdings, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • July 21st, 2008 • Shamrock Activist Value Fund L P • Retail-eating places

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Class A Common Shares, $.0001 par value per share, of Panera Bread Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • May 12th, 2008 • Shamrock Activist Value Fund L P • Wholesale-chemicals & allied products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of NuCO2 Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

STOCK TRANSFER AGREEMENT
Stock Transfer Agreement • December 31st, 2009 • Shamrock Activist Value Fund L P • Services-computer processing & data preparation • New York

THIS STOCK TRANSFER AGREEMENT (the “Agreement”) is made and entered into as of December 29, 2009, by and among Shamrock Activist Value Fund, L.P., a Delaware limited partnership (“Seller”), Millennium Technology Value Partners, L.P., a Delaware limited partnership (“MTVP”) and Millennium Technology Value Partners (RCM), L.P., a Delaware limited partnership (“MTRCM” and collectively with MTVP, the “Purchaser”).

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • October 3rd, 2005 • Shamrock Activist Value Fund L P • Services-computer processing & data preparation

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Intrado Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

NON-EMPLOYEE DIRECTORS RESTRICTED STOCK AGREEMENT UNDER TEXAS INDUSTRIES, INC. 2004 OMNIBUS EQUITY COMPENSATION PLAN
Restricted Stock Agreement • January 15th, 2010 • Shamrock Activist Value Fund L P • Cement, hydraulic

Pursuant to its 2004 Omnibus Equity Compensation Plan, TEXAS INDUSTRIES, INC., effective this 13th day of January, 2010, hereby grants to DENNIS A. JOHNSON (“Grantee”) 1,000 Shares of Common Stock as an award of Restricted Stock (as defined in the Plan) on the terms and conditions hereinafter set forth.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • September 11th, 2006 • Shamrock Activist Value Fund L P • Services-prepackaged software

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Agile Software Corporation which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • November 9th, 2006 • Shamrock Activist Value Fund L P • Motor vehicle parts & accessories

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Modine Manufacturing Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • February 29th, 2008 • Shamrock Activist Value Fund L P • Services-personal services

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Coinstar, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

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AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • May 17th, 2007 • Shamrock Activist Value Fund L P • Miscellaneous food preparations & kindred products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Reddy Ice Holdings, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • August 10th, 2007 • Shamrock Activist Value Fund L P • Services-testing laboratories

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of eResearchTechnology, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • May 17th, 2007 • Shamrock Activist Value Fund L P • Services-prepackaged software

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Agile Software Corporation which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • August 19th, 2008 • Shamrock Activist Value Fund L P • Retail-eating places

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Class A Common Shares, $.0001 par value per share, of Panera Bread Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • February 5th, 2008 • Shamrock Activist Value Fund L P • Miscellaneous food preparations & kindred products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Reddy Ice Holdings, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • November 9th, 2005 • Shamrock Activist Value Fund L P • Services-computer processing & data preparation

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of iPass Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • December 26th, 2006 • Shamrock Activist Value Fund L P • Miscellaneous publishing

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of ProQuest Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • November 6th, 2008 • Shamrock Activist Value Fund L P • Perfumes, cosmetics & other toilet preparations

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Elizabeth Arden, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • July 23rd, 2008 • Shamrock Activist Value Fund L P • Retail-eating places

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Class A Common Shares, $.0001 par value per share, of Panera Bread Company which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • June 11th, 2007 • Shamrock Activist Value Fund L P • Services-business services, nec

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Collectors Universe, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • November 16th, 2007 • Shamrock Activist Value Fund L P • Services-personal services

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Jackson Hewitt Tax Service Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • September 14th, 2009 • Shamrock Activist Value Fund L P • Fabricated plate work (boiler shops)

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Mobile Mini, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

AGREEMENT JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE 13D
Joint Filing Agreement • September 18th, 2007 • Shamrock Activist Value Fund L P • Wholesale-chemicals & allied products

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of NuCO2 Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

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